Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Thread Master GP LLC
2. Date of Event Requiring Statement (Month/Day/Year)
01/31/2011
3. Issuer Name and Ticker or Trading Symbol
Organic Alliance, Inc. [ORGC]
(Last)
(First)
(Middle)
101 PARK AVENUE, 33RD FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10178
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Warrant 01/31/2011 01/31/2014 Common Stock 9,047,085 $ 0.01 D (1)  
Series B Warrant   (2)   (2) Common Stock 9,047,085 $ (2) D (1)  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Thread Master GP LLC
101 PARK AVENUE
33RD FLOOR
NEW YORK, NY 10178
    X    
DUBE ANSHUMAN
2049 CENTURY PARK EAST
SUITE 3630
LOS ANGELES, CA 90067
    X    
BOOTH SCOTT
101 PARK AVENUE
33RD FLOOR
NEW YORK, NY 10178
    X    

Signatures

Thread Master GP, LLC by /s/ Anshuman Dube 03/15/2011
**Signature of Reporting Person Date

/s/ Anshuman Dube 03/15/2011
**Signature of Reporting Person Date

/s/ Scott Booth 03/15/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The shares are owned directly by Thread Master GP, LLC, of which both Anshuman Dube and Scott Booth are managers. Messrs. Dube and Booth disclaim beneficial ownership of the securities held by Thread Master GP, LLC, except to the extent of their pecuniary interest therein.
(2) The Series B Warrant is exercisable commencing on the date the exercise price is established. The exercise price will be calculated based on the price at which the Issuer sells shares of either its common stock or preferred stock in a capital raising transaction for aggregate gross proceeds of at least $1,000,000, excluding any proceeds from exercise or conversion of securities outstanding as of January 31, 2011 and any business or technology or acquisitions. If no such captial raising transaction occurs prior to June 30, 2011 or the Issuer defaults on the loan funded by Thread Master GP, LLC, the exercise price will be $0.01. The Series B Warrant expires upon the earlier of the fifth anniversary of the date the exercise price is established or June 30, 2016.

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